NXDT (NYSE: NXDT) officer exercises RSUs, uses shares to cover tax
Rhea-AI Filing Summary
NexPoint Diversified Real Estate Trust officer Dennis Charles Sauter Jr. exercised restricted share units into common shares in early April 2026. He converted 12,256 restricted share units into the same number of common shares, reflecting vesting from prior equity awards granted in 2023 and 2025.
To satisfy tax obligations, 6,514 common shares were delivered back at $4.43 per share, classified as tax-withholding dispositions rather than open-market sales. After these compensation-related transactions, he directly holds 12,372 common shares, and this Form 4 shows no remaining derivative positions.
Positive
- None.
Negative
- None.
Insider Trade Summary
12,256 shares exercised/converted
Mixed
6 txns
Insider
Sauter Dennis Charles Jr
Role
See Remarks
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Share Units | 2,488 | $0.00 | -- |
| Exercise | Common Stock | 2,488 | $0.00 | -- |
| Tax Withholding | Common Stock | 1,562 | $4.43 | $7K |
| Exercise | Restricted Share Units | 9,768 | $0.00 | -- |
| Exercise | Common Stock | 9,768 | $0.00 | -- |
| Tax Withholding | Common Stock | 4,952 | $4.43 | $22K |
Holdings After Transaction:
Restricted Share Units — 2,488 shares (Direct);
Common Stock — 13,934 shares (Direct)
Footnotes (1)
- Each restricted share unit represents a contingent right to receive one common share of NexPoint Diversified Real Estate Trust. On April 3, 2025, the reporting person was granted 39,069 restricted share units. The restricted share units vested one-fourth on April 3, 2026 and will vest one-fourth on February 15, 2027, one-fourth on February 15, 2028 and one-fourth on February 15, 2029. Settlement will generally occur within 10 days of vesting and may at the discretion of the Compensation Committee be settled in cash. On April 4, 2023, the reporting person was granted 9,950 restricted share units. The restricted share units vested one-fourth on April 4, 2024, one-fourth on April 4, 2025 and one-fourth on April 4, 2026, and will vest one-fourth on April 4, 2027. Settlement will generally occur within 10 days of vesting and may at the discretion of the Compensation Committee be settled in cash.
Key Figures
RSUs exercised: 12,256 shares
Shares withheld for taxes: 6,514 shares
Tax withholding price: $4.43 per share
+3 more
6 metrics
RSUs exercised
12,256 shares
Restricted share units converted into common shares on 2026-04-03 and 2026-04-04
Shares withheld for taxes
6,514 shares
Tax-withholding dispositions at $4.43 per share
Tax withholding price
<money>$4.43</money> per share
Price for F-code tax-withholding dispositions
Shares held after transactions
12,372 shares
Direct common share ownership after 2026-04-04
RSUs from 2025 grant
39,069 units
Restricted share units granted on 2025-04-03
RSUs from 2023 grant
9,950 units
Restricted share units granted on 2023-04-04
Key Terms
Restricted Share Units, tax-withholding disposition, derivative security, vested
4 terms
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative security financial
"Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
vested financial
"The restricted share units vested one-fourth on April 3, 2026 and will vest one-fourth"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider activity did NXDT officer Dennis Sauter report on this Form 4?
Dennis Charles Sauter Jr. reported exercising 12,256 restricted share units into common shares of NexPoint Diversified Real Estate Trust (NXDT). Part of these newly issued shares was used to cover tax obligations, leaving him with a larger direct common share position.
Were the NXDT insider transactions open-market buys or sales?
The transactions were not open-market trades. They reflect exercises of restricted share units and tax-withholding dispositions, where shares are delivered back to cover tax obligations, rather than discretionary purchases or sales on the open market.